Genesis 6:5-10

The LORD saw that the wickedness (depravity) of man was great on the earth, and that every imagination or intent of the thoughts of his heart were only evil continually. The LORD regretted that He had made mankind on the earth, and He was [deeply] grieved in His heart. So the LORD said, “I will destroy (annihilate) mankind whom I have created from the surface of the earth—not only man, but the animals and the crawling things and the birds of the air—because it [deeply] grieves Me [to see mankind’s sin] and I regret that I have made them.” But Noah found favor and grace in the eyes of the LORD. These are the records of the generations (family history) of Noah. Noah was a righteous man [one who was just and had right standing with God], blameless in his [evil] generation; Noah walked (lived) [in habitual fellowship] with God. Now Noah became the father of three sons: Shem, Ham, and Japheth.